SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 4, 2005
ViaSat, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 0-21767 | 33-0174996 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File No.) | (I.R.S. Employer Identification No.) |
6155 El Camino Real
Carlsbad, California 92009
Carlsbad, California 92009
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (760) 476-2200
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||
Item 2.02. Results of Operations and Financial Condition.
On
August 4, 2005, ViaSat, Inc. issued a press release regarding its financial results for the
first fiscal quarter ended July 1, 2005. A copy of the press release is attached hereto as Exhibit
99.1.
The information contained in this Current Report, including the exhibit, is being furnished
and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, or otherwise subject to the liabilities of that section. Such information shall not be
incorporated by reference into any filing of ViaSat, Inc., whether made before or after the date
hereof, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
| Exhibit | ||
| Number | Description of Exhibit | |
99.1
|
Press release issued by ViaSat, Inc. on August 4, 2005 | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: August 4, 2005 | VIASAT, INC. |
|||
| By: /s/ Ronald G. Wangerin | ||||
| Name: | Ronald G. Wangerin | |||
| Title: | Vice President, CFO | |||
EXHIBIT INDEX
| Exhibit | ||
| No. | Description of Exhibit | |
99.1
|
Press release issued by ViaSat, Inc. on August 4, 2005. | |
Exhibit 99.1
| August 4, 2005 | ||||
|
News |
Contact: Heather Ferrante ViaSat Inc. 760-476-2633 www.viasat.com |
ViaSat Reports First Quarter Results, Including Record Revenue and Backlog
Carlsbad, CA ¾ ViaSat, Inc. (NASDAQ: VSAT) today announced record revenues of
$100.0 million, new net contract awards of $129.3 million, and backlog of $391.2 million for the
quarter ended July 1, 2005. In addition, the company reported net income of $0.22 per share on a
pro forma basis or $0.18 per share on a GAAP basis and strong cash flows from operations of $6.8
million.
“We earned solid financial results and achieved significant business milestones in our first
quarter,” said Mark Dankberg, chairman and CEO of ViaSat. “The MIDS production contract award was
our largest ever, and indicates a strong competitive position. Both WildBlue and Telesat of Canada
began Ka-band broadband service in North America and we began shipping our DOCSIS(R)-for-satellite
production modems in volume. Plus, our strong backlog and continued positive cash flow create a
solid foundation going forward.”
Financial Results
For the first quarter ended July 1, 20051, the company reported the following
financial results:
| (In millions, except per share data) | Q1 2006 | Q1 2005 | ||||||
Revenues |
$ | 100.0 | $ | 84.2 | ||||
Actual net income (loss) |
$ | 5.2 | $ | 3.6 | ||||
Per share net income (loss) |
$ | 0.18 | $ | 0.13 | ||||
Pro forma net income (loss)2 |
$ | 6.1 | $ | 4.7 | ||||
Per share pro forma net income (loss) 2 |
$ | 0.22 | $ | 0.17 | ||||
Fully diluted weighted average shares |
28.2 | 28.3 | ||||||
New orders/Contract awards |
$ | 129.3 | $ | 101.9 | ||||
Sales backlog |
$ | 391.2 | $ | 299.3 | ||||
| 1 | ViaSat uses a 52- or 53-week fiscal year which ends on the Friday closest to March 31. ViaSat’s quarters for fiscal year 2006 end on July 1, 2005, September 30, 2005, December 30, 2005 and March 31, 2006. | |
| 2 | All non-GAAP pro forma numbers have been adjusted to exclude the effects of acquisition charges (amortization of intangible assets). A reconciliation of specific adjustments to GAAP results for these periods is included in the “Pro Forma Condensed Consolidated Statement of Operations” table contained in this release. A description of our use of non-GAAP information is provided under “Use of Pro Forma Financial Information.” |
ViaSat News
Government Segment
The Government segment had quarterly revenues of $53.5 million, a 40.6% increase over the
first quarter of fiscal year 2005. The revenue growth was primarily related to increased sales of
tactical data link products partially offset by reductions in information assurance and mobile
satellite communication product sales. New contract awards were $81.3 million, raising the
Government segment backlog to over $222 million.
Commercial Segment
Revenues from our Commercial segment were $47.5 million for the first quarter, which were
essentially flat from the first quarter of fiscal year 2005. The Antenna Systems product line
revenue of $10.6 million was an increase of 6.3% over the first quarter of last fiscal year. This
revenue was offset by a reduction of Satellite Networks product line revenues of 1.4% to $37.0
million from the first quarter of 2005. New contract awards were $48.1 million, raising the
Commercial segment backlog to $169 million.
Selected First Quarter 2006 Business Highlights
| • | Achieved a new record competitive order of $60.0 million for our Multifunctional Information Distribution System (MIDS) Low Volume Terminals (MIDS-LVT), including both LVT(1) airborne and LVT(2) ground-based terminals. | ||
| • | Settled an outstanding legal dispute with a subcontractor on our MIDS program for $4.75 million. The pre-tax gain recorded from the settlement was $2.7 million. | ||
| • | Won a development contract to demonstrate how our programmable KG-250 inline network encryptor can enable the U.S. Air Force to meet its current Telemetry Tracking and Control (TT&C) security requirements at lower cost, while providing a simplified growth path to a more network centric TT&C architecture. | ||
| • | Increased sales of our commercial VSAT (Very Small Aperture Terminal) products into joint military networks including a $3.2 million contract to supply our LINKWAY(R) networking system to DataPath for its compact, trailer-based satellite telecommunications earth station for sustained and reliable telecommunications in the field. | ||
| • | Awarded a funded development contract in our Comsat Laboratories business from NASA to design and deliver a Space Communications Testbed (SCT) which emulates the nodes and links comprising an end-to-end inter-planetary communication network. | ||
| • | Delivered over 12,000 DOCSIS-for-satellite broadband modems in support of WildBlue Communications’ and Telesat of Canada’s launches of Ka-band broadband service in North America. |
-more-
ViaSat News
| • | Ranked as the Top VSAT Vendor in India by Voice & Data magazine in its annual “V&D 100” issue profiling the top telecommunications companies in the country, jumping ahead of the two long-time incumbents. The rankings are based on annual revenue from VSAT sales in India. |
Safe Harbor Statement
Portions of this release, particularly ViaSat’s financial prospects for fiscal year 2006
and beyond and the “Selected First Quarter 2006 Business Highlights” section, may contain
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of
1995. ViaSat wishes to caution you that there are some factors that could cause actual results to
differ materially from historical results or from any results expressed or implied by such
forward-looking statements, including but not limited to: ViaSat’s ability to perform under
existing contracts and obtain additional contracts; ViaSat’s ability to develop new products that
gain market acceptance; possible cost overruns in fixed price development contracts; changes in
product supply, pricing and customer demand; changes in relationships with, or the financial
condition of, key customers or suppliers; changes in government regulations; changes in economic
conditions globally and in the communications markets in particular; increased competition;
potential product liability; infringement and other claims; and other factors affecting the
communications industry generally. ViaSat refers you to the documents it files from time to time
with the Securities and Exchange Commission, specifically the section titled Factors That May
Affect Future Performance in ViaSat’s Form 10-Ks and subsequent Form 10-Qs. These documents contain
and identify other important factors that could cause actual results to differ materially from
those contained in our projections or forward-looking statements. Stockholders and other readers
are cautioned not to place undue reliance on these forward-looking statements, which speak only as
of the date on which they are made. We undertake no obligation to update publicly or revise any
forward-looking statements.
Conference Call
ViaSat Inc. will host a conference call to discuss these fiscal year 2006 first quarter
results at 5:00 P.M. Eastern Time on Thursday, August 4, 2005. The dial-in number is (866) 314-9013
and (617) 213-8053 internationally. The passcode is 39047015. A replay will be available for 24
hours beginning at 7:00 P.M. August 4 at (888) 286-8010. The passcode is 76892960. You can also
access our conference call webcast and other material financial information discussed on our
conference call (including any information required by Regulation G) on the Investor Relations
Events Calendar page of our corporate web site (www.viasat.com). The call will be archived and
available on that site for at least twelve months immediately following the conference call.
-more-
ViaSat News
About ViaSat
ViaSat produces innovative satellite and other wireless communication products that enable
fast, secure, and efficient communications to any location. ViaSat has a full line of VSAT products
for data and voice applications. ViaSat is a market leader in Ka-band satellite systems, from user
terminals to large gateways. Other products include network security devices, tactical data radios,
and communication simulators. ViaSat has locations in Carlsbad, CA, and Norcross, GA, along with
its Comsat Laboratories division based in Clarksburg, MD. Additional field offices are located in
Boston, MA, Washington DC/Baltimore, Australia, China, India, Spain, and Italy.
In addition, ViaSat’s wholly-owned subsidiary, US Monolithics, designs and produces monolithic
microwave integrated circuits (MMICs) and modules for use in broadband communications. US
Monolithics is based in Chandler, Arizona.
Use of Pro Forma Financial Information
Pro forma net income (loss) excludes the effects of acquisition charges (amortization of
intangible assets). Pro forma net income is provided to enhance the overall understanding of our
current financial performance and our prospects for the future. Specifically, we believe the pro
forma results provide useful information to both management and investors by excluding specific
expenses that we believe are not indicative of our core operating results. In addition, since we
have historically reported pro forma results to the investment community, we believe the inclusion
of pro forma numbers provides consistency in our financial reporting. Further, these adjusted pro
forma results are one of the primary indicators management uses for planning and forecasting in
future periods. The presentation of this additional information should not be considered in
isolation or as a substitute for results prepared in accordance with generally accepted accounting
principles. See the “Pro Forma Condensed Consolidated Statement of Operations” table for a
reconciliation of net income (loss) to pro forma net income (loss).
Comsat Labs and Comsat Laboratories are tradenames of ViaSat Inc. Neither Comsat Labs nor
Comsat Laboratories is affiliated with COMSAT Corporation. “Comsat” is a registered trademark of
COMSAT Corporation.
DOCSIS is a registered trademark of Cable Television Laboratories Inc.
###
Condensed Consolidated Statement of Operations
(Unaudited)
(In thousands, except per share data)
(Unaudited)
(In thousands, except per share data)
| Three months ended | ||||||||
| July 1, 2005 | July 2, 2004 | |||||||
Revenues |
$ | 99,977 | $ | 84,170 | ||||
Cost of revenues |
75,721 | 62,776 | ||||||
Gross profit |
24,256 | 21,394 | ||||||
Operating expenses: |
||||||||
Selling, general & administrative |
12,846 | 12,213 | ||||||
Independent research and development |
3,304 | 1,844 | ||||||
Amortization of intangible assets |
1,512 | 1,958 | ||||||
Income from operations |
6,594 | 5,379 | ||||||
Interest, net |
(149 | ) | (11 | ) | ||||
Income before income taxes and minority interest |
6,445 | 5,368 | ||||||
Provision (Benefit) for income taxes |
1,266 | 1,786 | ||||||
Minority interest in net loss of subsidiary, net of tax |
3 | 19 | ||||||
Net Income |
$ | 5,176 | $ | 3,563 | ||||
Diluted net income per share |
$ | 0.18 | $ | 0.13 | ||||
Diluted common equivalent shares |
28,179 | 28,276 | ||||||
Pro Forma Condensed Consolidated Statement of Operations
(Unaudited)
(In thousands, except per share data)
(Unaudited)
(In thousands, except per share data)
| Three months ended | ||||||||
| July 1, 2005 | July 2, 2004 | |||||||
Revenues |
$ | 99,977 | $ | 84,170 | ||||
Cost of revenues |
75,721 | 62,776 | ||||||
Gross profit |
24,256 | 21,394 | ||||||
Operating expenses: |
||||||||
Selling, general & administrative |
12,846 | 12,213 | ||||||
Independent research and development |
3,304 | 1,844 | ||||||
Pro forma income from operations |
8,106 | 7,337 | ||||||
Interest, net |
(149 | ) | (11 | ) | ||||
Pro forma income before income taxes
and minority interest |
7,957 | 7,326 | ||||||
Provision for income taxes |
1,871 | 2,569 | ||||||
Minority interest in net loss of subsidiary, net of tax |
3 | 19 | ||||||
Pro forma net income |
$ | 6,083 | $ | 4,738 | ||||
Pro forma diluted net income per share |
$ | 0.22 | $ | 0.17 | ||||
Diluted common equivalent shares |
28,179 | 28,276 | ||||||
AN ITEMIZED RECONCILIATION BETWEEN NET INCOME
ON A GAAP BASIS AND NON-GAAP BASIS IS AS FOLLOWS:
GAAP net income |
$ | 5,176 | $ | 3,563 | ||||
Amortization of intangible assets |
1,512 | 1,958 | ||||||
Income tax effect |
(605 | ) | (783 | ) | ||||
Non-GAAP net income |
$ | 6,083 | $ | 4,738 | ||||
Condensed Consolidated Balance Sheet
(Unaudited)
(In thousands)
(Unaudited)
(In thousands)
| Liabilities and | ||||||||||||||||||||
| Assets | July 1, 2005 | April 1, 2005 | Stockholders' Equity | July 1, 2005 | April 1, 2005 | |||||||||||||||
Current Assets: |
Current liabilities: | |||||||||||||||||||
Cash and S-T investments |
$ | 19,316 | $ | 14,741 | Accounts payable | $ | 40,886 | $ | 38,523 | |||||||||||
Accounts receivable, net |
154,951 | 141,298 | Accrued liabilities | 35,834 | 32,410 | |||||||||||||||
Inventory |
35,719 | 36,612 | Line of credit | — | — | |||||||||||||||
Deferred income taxes |
6,986 | 7,027 | Total current liabilities | 76,720 | 70,933 | |||||||||||||||
Other current assets |
5,315 | 10,114 | ||||||||||||||||||
Total current assets |
222,287 | 209,792 | Other liabilities | 4,162 | 3,911 | |||||||||||||||
Goodwill |
19,492 | 19,492 | Total liabilities | 80,882 | 74,844 | |||||||||||||||
Other intangible assets, net |
19,478 | 20,990 | Minority interest | 701 | 698 | |||||||||||||||
Property and equip, net |
34,321 | 33,278 | ||||||||||||||||||
Other assets |
18,869 | 18,273 | Total stockholders' equity | 232,864 | 226,283 | |||||||||||||||
| $ | 314,447 | $ | 301,825 | $ | 314,447 | $ | 301,825 | |||||||||||||